the questionWho has owned and controlled BB Trade Estonia OÜ since 2019?
1From Sobków to Luxbay (2020–2021)
analysisAccording to the company's first annual report, Paweł Sobków was its sole participant and chief executive until 13 February 2020, when he transferred the entire holding to LUXBAY S.A., a Luxembourg company at Place de Strasbourg 2; Sylwester Jan Suszek thereby became the ultimate beneficial owner, and the report names LuxBay S.A. as parent undertaking. Luxembourg register data reproduced by an aggregator show Luxbay SA (RCS B237593) registered on 4 September 2019 with capital of EUR 30,000 and terminated on 31 December 2025, with Suszek among its directors from 9 July 2021 until the termination. 1 2
analysisThe register's publication history, as reproduced by an aggregator, records the steps: the previous shareholder left and Luxbay SA was entered on 27 April 2020; Luxbay's holding changed with the capital increases of 22 May and 24 September 2020; and on 14 July 2021 Divisio Holding AG was entered as shareholder and Luxbay left. Beneficial-owner updates follow on 28 April 2020, 16 July 2021 and 8 March 2022, and a change in Divisio's holding on 30 March 2022. These entries, which follow the transfers described in the annual reports, show Luxbay as shareholder of BB Trade Estonia, as the reports do. 3
sources in this section
- Annual report of BB Trade Estonia OÜ for 30 September 2019 to 31 December 2020, filed with the Estonian Commercial Register Centre of Registers and Information Systems (RIK), Estonian e-Business Register · 24 Sep 2021
- Corporate registry source · src-047 identified by category only · Corporate registry
- Corporate registry source · src-104 identified by category only · Corporate registry
2Divisio Holding AG and Przemysław Kral (from 2021)
analysisThe 2021 annual report states that in July 2021 a share-transfer agreement gave a Swiss company the shares and made Przemysław Kral the ultimate beneficial owner, a change published in the Estonian register on 15 July 2021, and that the parent undertaking from that month was DIVISIO HOLDING AG; the 2024 report still names Divisio Holding A.G. as parent. The current register card lists Divisio (CHE-161.370.248) as sole owner of the EUR 350,000 holding with the date 30 March 2022, and Kral as beneficial owner through an indirect holding from 8 March 2022, updated on 29 July 2025, noting that these data are informative. The card's dates differ from the July 2021 change in the annual reports and from the publication history, which lists Divisio's entry on 14 July 2021 and updates on 8 and 30 March 2022; the retained records do not explain the difference. 1 2 3
analysisThe Swiss register publications do not disclose who owns Divisio. A law firm acting for claimants quotes the ZND token white paper of 27 June 2024 (page 11) as stating that "the sole shareholder of DIVISIO HOLDING AG is Przemysław Kral, CEO of zondacrypto", describes Divisio as a holding company without a business of its own, and says the group had a single ultimate beneficiary, Kral, with no outside investors holding voting rights; the white paper itself is not in the retained record, while the Estonian register separately records Kral as beneficial owner through an indirect holding. The firm adds that only in March 2025 was a three-member supervisory board of Guido Bühler, Georgi Džaniašvili and Giorgio Chiellini announced, and the 2024 annual report confirms that such a board was formed then to prepare an application under the EU Markets in Crypto-Assets Regulation (MiCA). 4 2
sources in this section
- Annual report of BB Trade Estonia OÜ for 2021, filed with the Estonian Commercial Register Centre of Registers and Information Systems (RIK), Estonian e-Business Register · 30 Nov 2022
- Consolidated annual report of BB Trade Estonia OÜ for 2024, filed with the Estonian Commercial Register Centre of Registers and Information Systems (RIK), Estonian e-Business Register · 29 Jul 2025
- e-Business Register company card: BB Trade Estonia OÜ (registry code 14814864) Centre of Registers and Information Systems (RIK), Estonian e-Business Register · 19 Oct 2026
- Other source · src-008 identified by category only · Other
3Divisio Holding AG on the Swiss register
analysisDivisio Holding AG (also Divisio Holding SA and Divisio Holding Ltd.; register number CH-170.3.045.992-5) was entered in the commercial register of the canton of Zug on 24 June 2021, as published in the Swiss Official Gazette of Commerce (SHAB) on 29 June 2021. Its articles are dated 14 June 2021, its purpose is holding and managing participations and allows loans to its direct or indirect shareholders or subsidiaries, and its CHF 100,000 of capital is divided into 1,000 registered shares with restricted transferability whose holders are kept in a share register the publication does not disclose. It opted out of a limited audit. 1 2
analysisAndré Terlinden was entered at incorporation as Divisio's only board member, with sole signature. The company's domicile moved from c/o Afrag AG, Chamerstrasse 14, to c/o Dr. André Terlinden, Baarerstrasse 78, Zug, in July 2022. SHAB published Terlinden's departure from the board on 27 April 2026, and a register summary retrieved in October 2026 shows no registered managers and no information on the ownership structure. The same kind of summary counts 119 other active companies at the Baarerstrasse 78 address, which by itself does not link them, and an aggregator lists the legal entity identifier 506700IIY4O9G6R2AS52 for Divisio. 1 2 3 4
analysisDivisio also holds a company of the brand directly: Slovak commercial-register publications of 13 January and 7 April 2026, as indexed by an aggregator, list it as a partner (shareholder) of zondacrypto SK s.r.o. A Polish news report of 27 April 2026 described Terlinden as Divisio's only director and as a partner and shareholder of the law firm Neupert Vuille Partners AG, at whose premises it reported several hundred entities to be registered; that list is not in the retained record. 4 5
analysisThe claimants' law firm, citing the company's records, says Luxbay held BB Trade Estonia until 12 July 2021, a day the annual reports do not give, and that Divisio, which it says belongs to Kral, invoiced BB Trade Estonia for services of EUR 200,000 in 2023 and EUR 400,000 in 2024. It adds that BB Trade Switzerland invoiced EUR 200,000 in 2023 and that Terlinden received EUR 100,200 from the exchange in 2023 while his advisory firm billed domicile and directorship fees. The invoices are not in the retained record. 6
sources in this section
- Corporate registry source · src-005 identified by category only · Corporate registry
- SHAB publication HR01-1005231846: new entry Divisio Holding AG, Zug Swiss Official Gazette of Commerce (SHAB) · 29 Jun 2021
- Corporate registry source · src-002 identified by category only · Corporate registry
- Corporate registry source · src-063 identified by category only · Corporate registry
- Media source · src-091 identified by category only · Media
- Other source · src-010 identified by category only · Other
timeline · 2020–2021
- Renamed BB Trade Estonia OÜ; Paweł Sobków transfers all shares to Luxbay SA
- Divisio Holding AG is entered in the commercial register of Zug
- Divisio Holding AG acquires the company and Przemysław Kral becomes its beneficial owner